PLANO, Texas,
June 19, 2017
/PRNewswire/ -- Dr Pepper Snapple Group, Inc. (NYSE:
DPS) today announced the expiration and final results of its
previously announced cash tender offers (the "Tender Offers") for
its 7.45% Senior Notes due 2038 (the "2038 Notes") and 6.82% Senior
Notes due 2018 (the "2018 Notes" and, together with the 2038 Notes,
the "Notes"). As of 11:59 p.m.,
New York City time, on
June 16, 2017 (such date and time,
the "Expiration Date"), DPS received valid tenders totaling
$219.630 million aggregate principal
amount of the Notes.
The following table sets forth the aggregate principal
amounts of each series of Notes that were validly tendered and not
validly withdrawn on or prior to the Expiration Date.
Title of Securities and CUSIP
Numbers
|
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Principal Amount Outstanding
|
|
2038 Tender Cap
|
|
Acceptance Priority Level
|
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Tender Consideration
|
|
Total
Consideration(1)(2)
|
|
Principal Amount Tendered
|
|
Principal Amount Accepted for
Purchase
|
7.45% Notes due 2038 (CUSIP No.
26138EAJ8)
|
|
$250,000,000
|
|
$125,000,000
|
|
1
|
|
$1,431.25
|
|
$1,461.25
|
|
$156,911,000
|
|
$124,996,000
|
6.82% Notes due 2018 (CUSIP No.
26138EAH2)
|
|
$364,128,000
|
|
N/A
|
|
2
|
|
$1,014.27
|
|
$1,044.27
|
|
$62,719,000
|
|
$62,719,000
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Per $1,000 principal
amount of Notes validly tendered (and not validly withdrawn) and
accepted for purchase by DPS.
|
|
|
(2)
|
The Total
Consideration for each series of Notes is inclusive of the Early
Tender Premium (as defined in the Offer to Purchase) but exclusive
of accrued interest.
|
As previously announced, because the $156.911 million aggregate principal amount of
the 2038 Notes tendered and not validly withdrawn at or before the
Early Tender Date exceeds the maximum aggregate principal amount of
$125 million (the "2038 Tender Cap"),
DPS is not accepting for purchase, subject to the terms and
conditions of the Tender Offers, all of the 2038 Notes that have
been tendered. Instead, DPS has accepted the 2038 Notes that were
validly tendered and not validly withdrawn at or before the Early
Tender Date for purchase on a pro rata basis up to the 2038 Tender
Cap using a proration rate of approximately 79.7% for the 2038
Notes. DPS has also accepted for purchase all $62.719 million aggregate principal amount of
2018 Notes that were validly tendered and not validly withdrawn as
of the Expiration Date. DPS expects to make payment for the
Notes accepted for purchase in same-day funds later today,
June 19, 2017, for aggregate
consideration of approximately $248.145
million, excluding accrued and unpaid interest.
This press release is for informational purposes only. The
Tender Offers were made solely by means of the related Offer to
Purchase and the Letter of Transmittal. This press release does not
constitute an offer to purchase securities or a solicitation of an
offer to sell any securities or an offer to sell or the
solicitation of an offer to purchase any new securities nor does it
constitute an offer or solicitation in any jurisdiction in which
such offer or solicitation is unlawful. Capitalized terms used in
this press release but not otherwise defined herein have the
meanings assigned to them in the Offer to Purchase.
Morgan Stanley & Co. LLC is the Dealer Manager for the
Tender Offers. Questions regarding the Tender Offers may be
directed to Morgan Stanley & Co. LLC at (800) 624-1808
(toll-free). Requests for the Offer to Purchase and the Letter of
Transmittal may be directed to D.F.
King & Co., Inc. at 48 Wall Street, 22nd Floor,
New York, New York 10005 Attn:
Andrew Beck, (212) 269-5550 (for
banks and brokers) or (877) 536-1556 (for all others).
Forward-Looking Statements
This
release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, including,
in particular, statements about future events, future financial
performance including earnings estimates, plans, strategies,
expectations, prospects, competitive environment, regulation, and
cost and availability of raw materials. Forward-looking statements
include all statements that are not historical facts and can be
identified by the use of forward-looking terminology such as the
words "may," "will," "expect," "anticipate," "believe," "estimate,"
"plan," "intend" or the negative of these terms or similar
expressions. These forward-looking statements have been based on
our current views with respect to future events and financial
performance. Our actual financial performance could differ
materially from those projected in the forward-looking statements
due to the inherent uncertainty of estimates, forecasts and
projections, and our financial performance may be better or worse
than anticipated. Given these uncertainties, you should not put
undue reliance on any forward-looking statements. All of the
forward-looking statements are qualified in their entirety by
reference to the factors discussed under "Risk Factors" in Part I,
Item 1A of our Annual Report on Form 10-K for the year ended
December 31, 2016, and our other
filings with the Securities and Exchange Commission.
Forward-looking statements represent our estimates and assumptions
only as of the date that they were made. We do not undertake any
duty to update the forward-looking statements, and the estimates
and assumptions associated with them, after the date of this
release, except to the extent required by applicable securities
laws.
About Dr Pepper Snapple Group
Dr
Pepper Snapple Group (NYSE: DPS) is a leading producer of flavored
beverages in North America and the
Caribbean. Our success is fueled
by more than 50 brands that are synonymous with refreshment, fun
and flavor. We have seven of the top 10 non-cola soft drinks, and
nine of our 10 leading brands are No. 1 or No. 2 in their flavor
categories. In addition to our flagship Dr Pepper and Snapple
brands, our portfolio includes 7UP, A&W, Bai, Canada Dry,
Clamato, Crush, Hawaiian Punch, IBC, Mott's, Mr & Mrs T mixers,
Peñafiel, Rose's, Schweppes, Squirt and Sunkist soda. To learn more
about our iconic brands and Plano,
Texas-based company, please visit www.DrPepperSnapple.com.
For our latest news and updates, follow us at
www.Facebook.com/DrPepperSnapple or
www.Twitter.com/DrPepperSnapple.
Contacts:
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Media Relations
Chris Barnes, (972) 673-5539
|
|
|
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Investor Relations
Heather Catelotti, (972) 673-5869
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visit:http://www.prnewswire.com/news-releases/dr-pepper-snapple-group-announces-expiration-and-final-results-of-its-cash-tender-offers-for-its-745-senior-notes-due-2038-and-682-senior-notes-due-2018-300475752.html
SOURCE Dr Pepper Snapple Group, Inc.